SAN JOSE, Calif., Aug. 24, 2018 /PRNewswire/ -- Broadcom Inc.
(Nasdaq: AVGO), a leading semiconductor device supplier to the
wired, wireless, enterprise storage, and industrial end markets,
today announced that the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended ("HSR Act"), has
expired with respect to the proposed acquisition of CA Technologies
(NASDAQ: CA).
Expiration of the waiting period under the HSR Act satisfies one
of the conditions to the closing of the pending transaction, which
was announced on July 11, 2018. The
transaction remains subject to customary closing conditions,
including the approval of CA shareholders and antitrust approvals
in the EU and Japan. The closing
of the transaction is expected to occur in the fourth calendar
quarter of 2018.
About Broadcom Inc.
Broadcom Inc. (NASDAQ: AVGO), a Delaware corporation headquartered in San
Jose, CA, is a leading designer, developer and global supplier of a
broad range of digital and analog semiconductor connectivity
solutions. Broadcom Inc.'s extensive product portfolio
serves four primary end markets: wired infrastructure, wireless
communications, enterprise storage and industrial & other.
Applications for our products in these end markets include: data
center networking, home connectivity, set-top box, broadband
access, telecommunications equipment, smartphones and base
stations, data center servers and storage, factory automation,
power generation and alternative energy systems, and electronic
displays.
Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements
(including within the meaning of Section 21E of the United States
Securities Exchange Act of 1934, as amended, and Section 27A of the
United States Securities Act of 1933, as amended)
concerning Broadcom and CA. These statements include, but
are not limited to, statements regarding the expected completion
and timing of the proposed transaction, expected benefits and costs
of the proposed transaction, and management plans relating to the
proposed transaction, and statements that address each company's
expected future business and financial performance and other
statements identified by words such as "will", "expect", "believe",
"anticipate", "estimate", "should", "intend", "plan", "potential",
"predict" "project", "aim", and similar words, phrases or
expressions. These forward-looking statements are based on current
expectations and beliefs of the management
of Broadcom and CA (as the case may be), as well as
assumptions made by, and information currently available to, such
management, current market trends and market conditions and involve
risks and uncertainties, many of which are outside of each
company's and each company's management's control, and which may
cause actual results to differ materially from those contained in
forward-looking statements. Accordingly, you should not place undue
reliance on such statements.
Those risks, uncertainties and assumptions include: the risk
that the proposed transaction may not be completed in a timely
manner or at all, which may adversely
affect Broadcom's and CA's business and the price of the
common stock of Broadcom and CA; the failure to satisfy
any of the conditions to the consummation of the proposed
transaction, including the adoption of the Merger Agreement by the
stockholders of CA and the receipt of certain regulatory approvals;
the occurrence of any event, change or other circumstance that
could give rise to the termination of the Merger Agreement; the
effect of the announcement or pendency of the proposed transaction
on Broadcom's and CA's business relationships, operating
results and business generally; risks that the proposed transaction
disrupts current plans and operations and the potential
difficulties in employee retention as a result of the proposed
transaction; risks related to diverting management's attention from
ongoing business operations; the outcome of any legal proceedings
that may be instituted related to the Merger Agreement or the
proposed transaction; unexpected costs, charges or expenses
resulting from the proposed transaction; the ability of Broadcom to
achieve its plans, forecasts and other expectations with respect to
CA's business after completion of the proposed transaction; and
other risks described in CA's filings and Broadcom's and
its predecessors' filings with the United States Securities
and Exchange Commission, such as Quarterly Reports on Form 10-Q and
Annual Reports on Form 10-K.
Other particular uncertainties that could materially affect
future results include risks associated with: any loss
of Broadcom's or CA's significant customers and
fluctuations in the timing and volume of significant customer
demand; Broadcom's dependence on contract manufacturing
and outsourced supply chain; Broadcom's dependency on a
limited number of suppliers; any other
acquisitions Broadcom may make, such as delays,
challenges and expenses associated with receiving governmental and
regulatory approvals and satisfying other closing conditions, and
with integrating acquired companies
with Broadcom's existing businesses
and Broadcom's ability to achieve the benefits, growth
prospects and synergies expected by such
acquisitions; Broadcom's ability to accurately estimate
customers' demand and adjust its manufacturing and supply chain
accordingly; Broadcom's significant indebtedness,
including the additional significant indebtedness
that Broadcom expects to incur in connection with the
proposed transaction and the need to generate sufficient cash flows
to service and repay such debt; dependence on a small number of
markets and the rate of growth in these markets; dependence on and
risks associated with distributors of Broadcom products;
dependence on senior management; quarterly and annual fluctuations
in operating results; global economic conditions and concerns; the
amount and frequency of Broadcom stock repurchases;
cyclicality in the semiconductor or enterprise software industry or
in target markets; Broadcom's competitive performance and
ability to continue achieving design wins with its customers, as
well as the timing of any design wins; prolonged disruptions
of Broadcom's or its contract manufacturers'
manufacturing facilities or other significant
operations; Broadcom's ability to improve its
manufacturing efficiency and
quality; Broadcom's dependence on outsourced service
providers for certain key business services and their ability to
execute to Broadcom's requirements; Broadcom's ability to maintain
or improve gross margin; each of Broadcom's and CA's
ability to protect its respective intellectual property and the
unpredictability of any associated litigation expenses; any
expenses or reputational damage associated with resolving customer
product warranty and indemnification claims; Broadcom's and
CA's ability to sell to new types of customers and to keep pace
with technological advances; market acceptance of the end products
into which Broadcom's and CA's products are
designed; Broadcom's overall cash tax costs, legislation
that may impact its overall cash tax costs and its ability to
maintain tax concessions in certain jurisdictions; and other events
and trends on a national, regional and global scale, including
those of a political, economic, business, competitive and
regulatory nature.
Forward-looking statements speak only as of the date of this
communication. Neither Broadcom nor CA undertake any intent or
obligation to publicly update or revise any of the estimates and
other forward-looking statements made in this communication,
whether as a result of new information, future events or otherwise,
except as required by law.
Contact for Broadcom:
Investor Relations
408-433-8000
investor.relations@broadcom.com
Joele Frank / Steve Frankel / Andi
Rose
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
View original content with
multimedia:http://www.prnewswire.com/news-releases/broadcom-announces-hsr-approval-for-proposed-acquisition-of-ca-technologies-300701989.html
SOURCE Broadcom Inc.